Caseware UK (AP4) 2023.0.135 2023.0.135 2022-12-302022-12-30to finance, design, build and manage a medical waste disposal plant situated in Malvern, for a period of 24 years from once operational, pursuant to a lease agreement dated 05 April 2019 as at the year end the plant is still under construction.2021-12-31false00truefalse OC425697 2021-12-30 OC425697 2021-12-31 2022-12-30 OC425697 2021-01-01 2021-12-31 OC425697 2022-12-30 OC425697 2021-12-31 OC425697 1 2021-12-31 2022-12-30 OC425697 c:Exceptional 2021-12-31 2022-12-30 OC425697 c:Exceptional 2021-01-01 2021-12-31 OC425697 c:PlantMachinery 2021-12-31 2022-12-30 OC425697 c:PlantMachinery 2022-12-30 OC425697 c:PlantMachinery 2021-12-31 OC425697 c:OtherPropertyPlantEquipment 2021-12-31 2022-12-30 OC425697 c:OtherPropertyPlantEquipment 2022-12-30 OC425697 c:OtherPropertyPlantEquipment 2021-12-31 OC425697 c:CurrentFinancialInstruments 2022-12-30 OC425697 c:CurrentFinancialInstruments 2021-12-31 OC425697 c:Non-currentFinancialInstruments 2022-12-30 OC425697 c:Non-currentFinancialInstruments 2021-12-31 OC425697 c:CurrentFinancialInstruments c:WithinOneYear 2022-12-30 OC425697 c:CurrentFinancialInstruments c:WithinOneYear 2021-12-31 OC425697 c:Non-currentFinancialInstruments c:AfterOneYear 2022-12-30 OC425697 c:Non-currentFinancialInstruments c:AfterOneYear 2021-12-31 OC425697 d:FRS102 2021-12-31 2022-12-30 OC425697 d:Audited 2021-12-31 2022-12-30 OC425697 d:FullAccounts 2021-12-31 2022-12-30 OC425697 d:LimitedLiabilityPartnershipLLP 2021-12-31 2022-12-30 OC425697 2 2021-12-31 2022-12-30 OC425697 4 2021-12-31 2022-12-30 OC425697 d:PartnerLLP1 2021-12-31 2022-12-30 OC425697 d:PartnerLLP2 2021-12-31 2022-12-30 OC425697 c:FurtherSpecificReserve2ComponentTotalEquity 2022-12-30 OC425697 c:FurtherSpecificReserve2ComponentTotalEquity 2021-12-31 OC425697 c:FurtherSpecificReserve3ComponentTotalEquity 2022-12-30 OC425697 c:FurtherSpecificReserve3ComponentTotalEquity 2021-12-31 iso4217:GBP xbrli:pure

Registered number: OC425697










CLINITEK (MALVERN) LLP










FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 DECEMBER 2022

 
CLINITEK (MALVERN) LLP
 

INFORMATION




Designated Members

Clinitek Investor LP
Equitix V Primary Infrastructure (Clinitek) LP

LLP registered number

OC425697

Registered office

3rd FloorSouth Building200 Aldersgate StreetLondonEC1A 4HD

Independent auditors

Ryecroft Glenton32 Portland TerraceNewcastle Upon TyneNE2 1QP


 
CLINITEK (MALVERN) LLP
 

CONTENTS



Page
Members' Report
1 - 2
Independent Auditors' Report
3 - 6
Statement of Comprehensive Income
7
Balance Sheet
8 - 9
Reconciliation of Members' Interests
10
Notes to the Financial Statements
11 - 18


 
CLINITEK (MALVERN) LLP
 
  
MEMBERS' REPORT
FOR THE YEAR ENDED 30 DECEMBER 2022

The members present their annual report together with the audited financial statements of Clinitek (Malvern) LLP (the "LLP") for the year ended 30 December 2022
 

Principal activities
 
 
The principal activity of the LLP is to finance, design, build and manage a medical waste disposal plant situated
in Malvern, for a period of 24 years from once operational, pursuant to a lease agreement dated 05 April 2019.
As at the year end the plant is still under construction. The plant is currently not yet in operation and the members have taken the decision in September 2022 to place the plant in a state of temporary preservation pending a potential sale. 
 
 
Designated Members
 
 
Clinitek Investor LP and Equitix V Primary Infrastructure (Clinitek) LP were designated members of the LLP throughout the period.
 

 
Members' capital and interests
 
 
Each member's subscription to the capital of the LLP is determined by their share of the profit and is repayable following retirement from the LLP.
 
 
Details of changes in members' capital in the year ended 30 December 2022 are set out in the Reconciliation of Members' Interests.
 
 
Members are remunerated from the profits of the LLP and are required to make their own provision for pensions and other benefits. Profits are allocated and divided between members after finalisation of the financial statements. Members draw a proportion of their profit shares monthly during the year in which it is made, with the balance of profits being distributed after the year, subject to the cash requirements of the business.
 

Going concern
 
 
The financial statements have been prepared on the going concern basis. At the year end, the LLP had a net liability position of £19,662,028 (2021: £1,713,304) and made a loss for the year of £17,948,724 (2021: £1,008,480).
As of September 2022, the plant has been placed into a state of preservation and actively advertised for sale. In February 2024, the members signed Heads of Terms with a potential acquirer to obtain the interests in the LLP (see note 12). These conditions significantly impact the LLP and as such indicate that a material uncertainty exists that may cast doubt on the LLP’s ability to operate as a going concern.
The designated members have received a letter of support from its parent entities which sets out that for the period of 12 months from the signing and approval of the accounts, they will continue to provide any support necessary for the LLP to meet its day to day working capital requirements, however this is on the condition that it continues to hold an interest in the LLP.
The designated members have a reasonable expectation that in the event that a sale does not happen, they have the continued support and resources to continue as a going concern for at least 12 months, or until a sale
process is completed. Accordingly, the going concern basis has been adopted in the financial statements.
In the event that the sale does not go ahead, the members have received a letter of support for 12 months from sign off which commits to providing any support necessary to meet day to day cash flow requirements.
 
Page 1

 
CLINITEK (MALVERN) LLP
 
 
MEMBERS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 DECEMBER 2022
 
 
 
Members' responsibilities statement
 
 
The members are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.
 
 
Company law, (as applied by The Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008), requires the members to prepare financial statements for each financial year. Under that law the members have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law, (as applied by The Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008) the members must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the LLP and of the profit or loss of the LLP for that period.

In preparing these financial statements, the members are required to:
 
select suitable accounting policies and then apply them consistently;
 
make judgments and accounting estimates that are reasonable and prudent;
 
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the LLP will continue in business.
 

The members are responsible for keeping adequate accounting records that are sufficient to show and explain the LLP's transactions and disclose with reasonable accuracy at any time the financial position of the LLP and to enable them to ensure that the financial statements comply with the Companies Act 2006 (as applied by The Limited Liability Partnerships (Accounts and Audit) (Application of the Companies Act 2006) Regulations 2008)They are also responsible for safeguarding the assets of the LLP and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
 
Disclosure of information to auditors
 
 
Each of the persons who are members at the time when this Members' Report is approved has confirmed that:

so far as that member is aware, there is no relevant audit information of which the LLP's auditors are unaware, and

that member has taken all the steps that ought to have been taken as a member in order to be aware of any relevant audit information and to establish that the LLP's auditors are aware of that information.
 

This report was approved by the members on 20 March 2024 and signed on their behalf by:
 
 


O Omoniwa
on behalf of
Equitix V Primary Infrastructure (Clinitek) LP
Designated member


Page 2

 
CLINITEK (MALVERN) LLP
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CLINITEK (MALVERN) LLP
 

Opinion
 

We have audited the financial statements of Clinitek (Malvern) LLP (the 'LLP') for the year ended 30 December 2022, which comprise the Statement of Comprehensive Income, the Balance Sheet, the Reconciliation of Members' Interests and the related notes, including a summary of significant accounting policiesThe financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).


In our opinion the financial statements:


give a true and fair view of the state of the LLP's affairs as at 30 December 2022 and of its loss for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006, as applied to limited liability partnerships by The Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008.


Basis for opinion


We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the LLP in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.


Material uncertainty related to going concern
 

We draw attention to note 2.2 and note 12 of the financial statements, which set out that the plant has been placed in a state of preservation pending the potential sale of the designated members' interests in the LLP. This is sufficient evidence to indicate that a material uncertainty exists that may cast significant doubt on the LLP's ability to continue as a going concern. 
    
However, the LLP has received a letter of support from its members and parent shareholders to continue to support the LLP up to the point that a sale occurs. Our audit opinion in not modified in respect of this matter.


In auditing the financial statements, we have concluded that the members' use of the going concern basis of accounting in the preparation of the financial statements is appropriate. Our evaluation of the members' assessment of the LLP's ability to continue to adopt the going concern basis of accounting included the potential for the sale of the LLP post year end.


Our responsibilities and the responsibilities of the members with respect to going concern are described in the relevant sections of this report.


Other matters
 

Except for the matter described in the material uncertainty related to going concern section, we have determined that there are no other key audit matters to be communicated in our report.


Page 3

 
CLINITEK (MALVERN) LLP
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CLINITEK (MALVERN) LLP (CONTINUED)


Other information
 

The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The members are responsible for the other information contained within the Annual ReportOur opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.


We have nothing to report in this regard.


Matters on which we are required to report by exception
 

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006, as applied to limited liability partnerships, requires us to report to you if, in our opinion:


adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
we have not received all the information and explanations we require for our audit; or
the members were not entitled to prepare the financial statements in accordance with the small limited liability partnerships regime.


Responsibilities of members
 

As explained more fully in the Members' Responsibilities Statement set out on page 1, the members are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the members determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.


In preparing the financial statements, the members are responsible for assessing the LLP's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the members either intend to liquidate the LLP or to cease operations, or have no realistic alternative but to do so.


Page 4

 
CLINITEK (MALVERN) LLP
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CLINITEK (MALVERN) LLP (CONTINUED)


Auditors' responsibilities for the audit of the financial statements
 

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' Report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.


The extent to which the audit was considered capable of detecting irregularities including fraud
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
 
Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:
• the responsible individual ensured that the engagement team collectively had the appropriate                                competence, capabilities and skills to identify or recognise non-compliance with applicable laws and    regulations;
• we identified the laws and regulations applicable to the LLP through discussions with directors and                other management, and from our commercial knowledge and experience of the infrastructure sector;
• we focused on specific laws and regulations which we considered may have a direct material effect on    the financial statements or the operations of the LLP, including the Companies Act 2006 (as applied by    The Limited Liability Partnerships);
• we assessed the extent of compliance with the laws and regulations identified above through making    enquiries of management and inspecting legal correspondence; and
• we ensured that the identified laws and regulations were communicated within the audit team regularly    and the team remained alert to instances of non-compliance throughout the audit. 
We assessed the susceptibility of the LLP's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:  
• making enquiries of management as to where they considered there was susceptibility to fraud and      their knowledge of actual, suspected and alleged fraud; and
• considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and    regulations.
To address the risk of fraud through management bias and override of controls, we:  
• performed analytical procedures to identify any unusual or unexpected relationships; and
• tested journal entries to identify unusual transactions.
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:  
• agreeing financial statement disclosures to underlying supporting documentation;
• reading the minutes of meetings of those charged with governance;
• enquiring of management as to actual and potential litigation and claims;
• confirming the plants have the relevant permits from the Environment Agency;
•  held discussions with those responsible for all health and safety compliance; and
• reviewing correspondence with HMRC, relevant regulators and the LLP's legal expenditure.
 
Page 5

 
CLINITEK (MALVERN) LLP
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CLINITEK (MALVERN) LLP (CONTINUED)



There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any. 
Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion. 


A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' Report.


Use of our report
 

This report is made solely to the LLP's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006, as applied by Part 12 of The Limited Liability Partnerships (Accounts and Audit) (Applications of Companies Act 2006) Regulations 2008Our audit work has been undertaken so that we might state to the LLP's members those matters we are required to state to them in an Auditors' Report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the LLP and the LLP's members, as a body, for our audit work, for this report, or for the opinions we have formed.





Andrew Cameron (Senior Statutory Auditor)
  
for and on behalf of
Ryecroft Glenton
 
Chartered Accountants and Statutory Auditors
  
32 Portland Terrace
Newcastle Upon Tyne
NE2 1QP

20 March 2024
Page 6

 
CLINITEK (MALVERN) LLP
 
 
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 DECEMBER 2022

2022
2021
Note
£
£

  

Turnover
  
143,274
180,138

Cost of sales
  
(438,780)
(909,212)

Gross loss
  
 
(295,506)
 
(729,074)

Administrative expenses
  
(286,439)
(279,853)

Exceptional administrative expenses
 4,5 
(17,366,779)
-

Operating loss
  
 
(17,948,724)
 
(1,008,927)

Interest receivable and similar income
  
-
447

Loss before tax
  
 
(17,948,724)
 
(1,008,480)

Loss for the year before members' remuneration and profit shares available for discretionary division among members
  
 
(17,948,724)
 
(1,008,480)

Other comprehensive income for the year
  

  

Total comprehensive income for the year
  
(17,948,724)
(1,008,480)

The notes on pages 11 to 18 form part of these financial statements.

Page 7

 
CLINITEK (MALVERN) LLP
REGISTERED NUMBER: OC425697

BALANCE SHEET
AS AT 30 DECEMBER 2022

2022
2021
Note
£
£

Fixed assets
  

Tangible assets
 5 
1,768,307
16,110,024

  
1,768,307
16,110,024

Current assets
  

Debtors
 6 
147,435
382,565

Cash at bank and in hand
 7 
168,835
173,128

  
316,270
555,693

Creditors: Amounts Falling Due Within One Year
 8 
(715,549)
(597,469)

Net current liabilities
  
 
 
(399,279)
 
 
(41,776)

Total assets less current liabilities
  
1,369,028
16,068,248

Creditors: amounts falling due after more than one year
 9 
(21,031,056)
(17,781,552)

  
(19,662,028)
(1,713,304)

  

Net liabilities
  
(19,662,028)
(1,713,304)


Represented by:
  

Loans and other debts due to members within one year
  

Members' capital classified as a liability
 10 
1
1

  
1
1

Members' other interests
  

Other reserves classified as equity

  

(19,662,029)
(1,713,305)

  
 
(19,662,029)
 
(1,713,305)

  
(19,662,028)
(1,713,304)


Total members' interests
  

Loans and other debts due to members
  
1
1

Members' other interests
  
(19,662,029)
(1,713,305)

  
(19,662,028)
(1,713,304)


Page 8

 
CLINITEK (MALVERN) LLP
REGISTERED NUMBER: OC425697
    
BALANCE SHEET (CONTINUED)
AS AT 30 DECEMBER 2022

The financial statements have been prepared in accordance with the provisions applicable to entities subject to the small LLPs regime.

The financial statements were approved and authorised for issue by the members and were signed on their behalf on 20 March 2024.




O Omoniwa
on behalf of
Equitix V Primary Infrastructure (Clinitek) LP
Designated member

The notes on pages 11 to 18 form part of these financial statements.

Page 9

 
CLINITEK (MALVERN) LLP
 

RECONCILIATION OF MEMBERS' INTERESTS
FOR THE YEAR ENDED 30 DECEMBER 2022




EQUITY
Members' other interests
DEBT
Loans and other debts due to members less any amounts due from members in debtors
Total members' interests
Other reserves
Members' capital (classified as debt)
Total

£
£
£

Amounts due to members 
1


Balance at 1 January 2021 
(704,825)
1
(704,824)

Loss for the year available for discretionary division among members
 
(1,008,480)
-
(1,008,480)

Members' interests after profit for the year
(1,713,305)
1
(1,713,304)

Amounts due to members
1

Balance at 30 December 2021
(1,713,305)
1
(1,713,304)

Loss for the year available for discretionary division among members
 
(17,948,724)
-
(17,948,724)

Members' interests after profit for the year
(19,662,029)
1
(19,662,028)

Amounts due to members
1

Balance at 30 December 2022 
(19,662,029)
1
(19,662,028)

There are no existing restrictions or limitations which impact the ability of the members of the LLP to reduce the amount of Members' other interests.

Page 10

 
CLINITEK (MALVERN) LLP
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 DECEMBER 2022

1.


General information

Clinitek (Malvern) LLP is a limited liability partnership (LLP number: OC425697) registered and incorporated in England and Wales. The registered office is 3rd Floor, South Building, 200 Aldersgate Street, London, EC1A 4HD.
The limited liability partnership's principal activities and nature of its operations are disclosed in the Members' Report.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Section 1A of Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006 and the requirements of the Statement of Recommended Practice "Accounting by Limited Liability Partnerships".

The financial statements are prepared in sterling, which is the functional currency of the limited liability partnership. Monetary amounts in these financial statements are rounded to the nearest £.

The following principal accounting policies have been applied:

  
2.2

Going concern

The financial statements have been prepared on the going concern basis. At the year end, the LLP had a net liability position of £19,662,028 (2021: £1,713,304) and made a loss for the year of £17,948,724 (2021: £1,008,480).
As of September 2022, the plant has been placed into a state of preservation and actively advertised for sale. In February 2024, the members signed Heads of Terms with a potential acquirer to obtain the interests in the LLP (see note 12). These conditions significantly impact the LLP and as such indicate that a material uncertainty exists that may cast doubt on the LLP’s ability to operate as a going concern.
The designated members have received a letter of support from its parent entities which sets out that for the period of 12 months from the signing and approval of the accounts, they will continue to provide any support necessary for the LLP to meet its day to day working capital requirements, however this is on the condition that it continues to hold an interest in the LLP.
The designated members have a reasonable expectation that in the event that a sale does not happen, they have the continued support and resources to continue as a going concern for at least 12 months, or until a sale process is completed. Accordingly, the going concern basis has been adopted in the financial statements.
In the event that the sale does not go ahead, the members have received a letter of support for 12 months from sign off which commits to providing any support necessary to meet day to day cash flow requirements.

Page 11

 
CLINITEK (MALVERN) LLP
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 DECEMBER 2022

2.Accounting policies (continued)

 
2.3

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the LLP and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. 

 
2.4

Interest income

Interest income is recognised in profit or loss using the effective interest method.

  
2.5

Members' participating interests

Members' participation rights are the rights of a member against the LLP that arise under the members' agreement (for example, in respect of amounts subscribed or otherwise contributed remuneration and profits).
Members' participation rights in the earnings or assets of the LLP are analysed between those that are, from the LLP's perspective, either a financial liability or equity, in accordance with section 22 of FRS 102. A member's participation rights including amounts subscribed or otherwise contributed by members, for example members' capital, are classed as liabilities unless the LLP has an unconditional right ro refuse payments to members, in which case they are classified as equity.
Profits are divided only after a decision by the LLP or its representative, so the LLP has an unconditional right to refuse payment. Such profits are classed as equity rather than as liabilities. They are therefore shown as a residual amount available for discretionary division among members in arriving as the result for the year and are shown as appropriations of equity when they are allocated.
Losses are allocated between the Members in their relevant proportions, restriced to the capital contributions, and shall be classified as equity rather than liabilities. The Members are not required to make additional contributions to cover any potential losses.
All amounts due to members that are classified as liabilities are presented within 'Loans and other debts due to members' and, where such an amount relates to current year profits, they are recognised within 'Members' remuneration charged as an expense' in arriving at the relevant year's result. Undivided amounts that are classified as equity shows within 'Members' other interests'. Amounts recoverable from members are presented as debtors and shows as amounts due from members within members' interests

  
2.6

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less any impairment loss. Cost includes professional fees and other attributable costs that are necessary to bring the asset to its operating condition.
No depreciation has been provided on the asset still under construction at the Balance Sheet date. 

 
2.7

Exceptional items

Exceptional items are transactions that fall within the ordinary activities of the LLP but are presented separately due to their size or incidence.

Page 12

 
CLINITEK (MALVERN) LLP
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 DECEMBER 2022

2.Accounting policies (continued)

  
2.8

Impairment of fixed assets

Assets that are subject to depreciation or amortisation are assessed at each balance sheet date to determine whether there is any indication that the assets are impaired. Where there is any indication that an asset may be impaired, the carrying value of the asset is tested for impairment. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows. Non-financial assets that have been previously impaired are reviewed at each balance sheet date to assess whether there is any indication that the impairment losses recognised in prior periods may no longer exist or may have decreased.

 
2.9

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.10

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

 
2.11

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.12

Financial instruments

The LLP only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.

Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an out-right short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity concessionary loan.

Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Statement of Comprehensive Income.
Page 13

 
CLINITEK (MALVERN) LLP
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 DECEMBER 2022

2.Accounting policies (continued)


2.12
Financial instruments (continued)


For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.

For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the LLP would receive for the asset if it were to be sold at the balance sheet date.

Financial assets and liabilities are offset and the net amount reported in the Balance Sheet when there is an enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.


3.


Employees

The entity has no employees.

The average monthly number of employees, including directors, during the year was 0 (2021 - 0).


4.


Exceptional items

2022
2021
£
£


Impairment of asset under construction
17,366,779
-

17,366,779
-

Consistent with the accounting policy at note 2.8, the designated members have undertaken an impairment review during the year. An impairment charge of £17,366,779 has been processed through the financial statements, and in line with the fixed asset note at note 5. 

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CLINITEK (MALVERN) LLP
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 DECEMBER 2022

5.


Tangible fixed assets





Asset under construction
Capitalised interest
Total

£
£
£



Cost or valuation


At 31 December 2021
14,294,054
1,815,970
16,110,024


Additions
2,177,984
847,078
3,025,062


Transfers between classes
2,663,048
(2,663,048)
-



At 30 December 2022

19,135,086
-
19,135,086



Depreciation


Impairment charge
17,366,779
-
17,366,779



At 30 December 2022

17,366,779
-
17,366,779



Net book value



At 30 December 2022
1,768,307
-
1,768,307



At 30 December 2021
14,294,054
1,815,970
16,110,024

During the year an impairment charge has been posted, see note 4 for more details. 
All capitalised interest was reclassified to asset under construction in the year.

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CLINITEK (MALVERN) LLP
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 DECEMBER 2022

6.


Debtors


2022
2021
£
£

Due after more than one year

Amounts owed by group undertakings
21,456
11,436

21,456
11,436

Due within one year

Trade debtors
-
19,509

Other debtors
52,280
74,858

Prepayments and accrued income
73,699
276,762

147,435
382,565



7.


Cash and cash equivalents

2022
2021
£
£

Cash at bank and in hand
168,835
173,128

168,835
173,128



8.


Creditors: Amounts falling due within one year

2022
2021
£
£

Trade creditors
326,790
257,335

Amounts owed to group undertakings
-
119,441

Accruals and deferred income
388,759
220,693

715,549
597,469


Page 16

 
CLINITEK (MALVERN) LLP
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 DECEMBER 2022

9.


Creditors: Amounts falling due after more than one year

2022
2021
£
£

Amounts owed to group undertakings
21,031,056
17,781,552

21,031,056
17,781,552


In the event of winding up, amounts in 'Loans and other debts due to members' would rank as follows; payment to Equitix V Primary Infrastructure (Clinitek) LP of the facility agreement loans, payment to Equitix V Primary Infrastructure (Clinitek) LP of the Preferred Return, repayment of any Members contribution repaid as a debt of the LLP, retention of cash in respect of provisions of the expenses, liabilities and working capital requirements of the LLP.
Equitix V Primary Infrastructure (Clinitek) LP has provided a facility of £13,310,572 (2021: £13,310,572) of which all has been drawn down at the year end. The facility is repayable in 2037. The facility has accrued interest being recognised to the loan instruments of £560,063 (2021: £626,765). The loan is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised. Debt instruments are subsequently carried at a amortised cost, using the effective interest rate method.
In June 2021, the LLP signed a loan facility agreement of £1,500,000 with Equitix V Primary Infrastructure (Clinitek) LP. All of this balance had been drawn down by December 2022 (2021: £1,500,000).
In October 2021, the LLP signed a loan facility agreement of £1,400,000 with Equitix V Primary Infrastructure (Clinitek) LP. All of this balance had been drawn down by December 2022 (2021: £1,330,000).
In March 2022, the LLP signed a loan facility agreement of £2,000,000 with Equitix V Primary Infrastructure (Clinitek) LP. All of this balance had been drawn down by December 2022.
In October 2022, the LLP signed a loan facility agreement of £2,000,000 with Equitix V Primary Infrastructure (Clinitek) LP. At the year end, £500,000 of this balance had been drawn down.
The loan facilities noted above carry an interest rate of 7% per annum.
The LLP shall distribute such profits as the Management Board determines in the following order of repayment of the Members of all Capital contributions pro rate to the relevant percentage, and any excess to the members in the relevant percentage.
In the events of winding up of the LLP, each member shall be liable to contribute to the assets of the LLP the sum of £10 only.
The LLP has revised the return payment, theh LLP has to pay a preferred return payment to Equitix V Primary Infrastructure (Clinitek) LP each quarter starting from 31 March 2024. The end date for the preferred return payment is 31 December 2042.

Page 17

 
CLINITEK (MALVERN) LLP
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 DECEMBER 2022

10.


Loans and other debts due to members


2022
2021
£
£



Members' capital treated as debt
1
1

1
1

Loans and other debts due to members may be further analysed as follows:

2022
2021
£
£



Falling due after more than one year
1
1

1
1

Loans and other debts due to members rank equally with debts due to ordinary creditors in the event of a winding up.


11.


Related party transactions

Equitix Limited charged the LLP £nil (2021: £41,960) for their board services during the year.
The LLP incurred management service charges from Equitix Management Services Limited of £82,480 (2021: £61,448). At the statement of financial position date, the amount due to Equitix Management Services Limited was £nil (2021: £13,524). Equitix Management Services Limited is a related company by way of its mutual ultimate parent company. 
The LLP incurred rental costs of £147,557 (2021: £168,250) from Clinitek (Prop) LLP. At the year end, the amount owed to Clinitek (Prop) LLP was £308,473 (2021: £204,665). Clinitek (Prop) LLP is a related company by way of its mutual ultimate parent company.


12.


Post balance sheet events

In February 2024, the designated members signed Heads of Terms with a potential acquirer. Whilst there is no final SPA signed at the date of the approval of the financial statements, the accounts have been prepared on the basis the company is held for sale.


13.


Controlling party

The immediate parent of the LLP is  Equitix V Primary Infrastructure (Clinitek) LP, a limited partnership
registered in Scotland, UK. Registered address: C/O Cameron Mckenna Nabarro Olswang LLP Saltire, 20 Castle Terrace, Edinburgh, EH1 2EN. The ultimate parent company is Equitix V Primary
Infrastructure LP. The members do not consider there to be one single ultimate controlling party.
Page 18